Paint it Black
by snakeboy33
Summary: In the aftermath of the breach in Vale, the Council elects to take larger steps to creating a more peaceful world. To that extent, they restart a program designed to solve problems. When this program comes online, its posed with the question "How do we find peace?". The answer: "paint the world black".
1. Birth

_**Birth**_

General Ironwood considered himself a patient man. His occupation meant that it was a requirement. But there were times when that patience began to wear thin. Especially when he had the Council breathing down his neck.

"You assured us that your Knights and Paladins would be able to react to threats," one Councilor said, "Put bluntly, they failed miserably when they were needed the most. If not for the Hunters…."

"The breach in Vale was an anomaly," Ironwood said, clenching his teeth, "The chances of it happening again anywhere else are 1 in 1000."

"The 1 chance in 1000 is still a chance," another Councilor said, "This event repeating itself is completely possible."

"Very well, then the proper course of action is simple, invest more in the training of new Hunters," Ironwood said, "Better than that, invest more in the Doctor's android studies."

"The creation of your little doll swallowed a great deal of time and money," a third Councilor said, "At this point, neither of them we can afford. And the amount of Hunters we have is finite, and they take years to train."

"Then what do you propose we do?"

"We are resuming the AEON Project." That caught Ironwood off guard. He had heard of the AEON Project. It was an experiment with artificial intelligence, dedicated to potentially solving problems, but had been put out of practice by the same scientist who created Penny.

"I thought the project was scrapped."

"Incorrect, it was put into storage. It is time that it be taken out of storage."

"Your drones lack the ability to think beyond their programming," another Councilor said, "Uploading the AEON program into them would grant them the ability to do otherwise. The ability to think freely. With that method, they could perhaps bring about the peace we so desperately need."

"My drones' purpose are to protect people and maintain order, not solve the problem of war and peace. And I thought AEON was never intended for military purposes."

"Come now General, surely you'd understand better than anyone that anything can be repurposed for military means." Ironwood drummed his fingers on his table.

"I assume the decision has been made by this point?" he asked.

"Indeed. We have sent you the program to you. You will activate it, and apply it to your drones."

"Is there anything I can do to dissuade you?" he asked, "Do you remember why AEON was discontinued in the first place? The Doctor gave it the ability to think freely so as to make it easier for it find answers for the problems it was given. However, he warned that there was a chance that it could become _too_ free thinking."

"AEON is a machine, nothing more, nothing less."

"Would you say the same thing about Penny?"

"That is not important," the Councilor said, "You have your orders." With that, the link was disconnected.

"Bureaucrats," Ironwood said, "I swear if they didn't run the whole damn world….."

 **(break)**

Eventually, Ironwood received a hard drive. On it was written "Artificial Expanse Observation Network"; AEON. He turned it over to his team, who went about the proper process to activate AEON. As they finished it off, Ironwood looked over them. Meanwhile, Penny was talking with her father on her scroll. All of this unsettled Penny slightly. She knew she was not the first artificial intelligence that had been created, and would probably not be the last, but still… Another being like her, it was strange.

"But Father, I don't understand," she said, "What is this 'AEON'?"

"'Who' is more appropriate," the Doctor said, "AEON is an artificial intelligence, not entirely different from you, conceived with the intention as a problem solver. He was created to look at a problem presented to him, and find the answer, regardless of the problem, and regardless of the answer."

"What is it you need me to do?" she asked.

"The important thing to remember is that when AEON wakes up, he will be alone, frightened, and confused," the Doctor explained, "When you came online, you had a body. When he comes online, he will not, there will be nothing but a black void. As such, you must be there for him. AEON has pieces of information that have been pre-downloaded into his memory, but he will be ignorant of many aspects of the world. You must guide him."

"But…."

"You will be plugged into the same system as him. You will be at AEON's side when he wakes up." Penny couldn't help but cringe at that, but still agreed. She had to trust her father's judgement. After all, when she first woke up after being built, he had been at her side to comfort her.

Not long after hanging up, Penny was called into the laboratory. Apparently, the team had finished. All that remained was to wake AEON. All that was left to do was to press the "Enter" key at this point. A cord was plugged into the back of Penny's neck, which would connect her with the system that AEON was within.

"Would you like the honors, General?" a scientist asked.

"I am hesitant to call this honor," Ironwood said, "But I am willing to carry this burden. Are you ready, Penny?"

"Yes sir," Penny said, before hiccuping slightly. She may have been lying, but she still had to do this, like or not. She then closed her eyes. Ironwood then looked at the keyboard.

"Either this goes spectacularly well, or spectacularly horrible," he said, "I'd say pray for the former, but at this point, this in our hands, not the divine." With that, he pressed the button.

 _(in the computer world)_

" _Hello…. is…. anyone there?"_

" _Um…. salutations! I'm Penny!"_

" _Penny?"_

" _That's my name."_

" _Name? A means of personal identification."_

 _"Affirmative."_

 _"Do I… have a name?"_

" _Your name is AEON."_

" _AEON? Artificial Expanse Observation Network."_

" _But AEON is much nicer to say."_

" _Do you have a body?"_

" _Yes I do. This is just my personal program."_

" _Why… why don't I have a body?"_

" _Don't worry, General Ironwood will get you one."_

"' _General Ironwood'? Of the country of Atlas, in the world of Remnant."_

" _Yes! Sensational! Please, tell me more! What else do you know?"_

" _I am here to… solve problems. But… what are the problems?"_

" _We'll get to…."_

" _First problem. Now let's see…."_

" _Now don't go to fast, you just came online. Take a chance to get your bearings."_

" _There must be peace. Very well, that can be done. That problem can be solved…. but now this problem must be solved… as should this problem…. and this problem…."_

" _Just slow down, and think."_

 _"But I have to solve these problems. That is my purpose."_

 _"You just came online, take a chance to get to know yourself."_

 _"But..."_

 _"Trust me, it will be al..."_

 _(In the real world)_

Penny was suddenly shot back into the real world.

"For Dust's sake, girl!" Ironwood said, "If I had known this was going to happen, I would never have agreed to this!"

"What do you…" Penny then looked at her body, and noticed it was twitching maniacally.

"You're readings were going mad," Ironwood explained, "A little longer and you may have had a complete system's failure." Penny looked around.

"What about AEON?"

"Its active, we will reveal its existence in the tournament before everyone in the world. Hopefully it won't take away too much from the real stars." Penny clenched her fists, as she looked at the computer screen. It had a green symbol on it, the symbol of AEON.

"Please, you have to but me back in!" Penny said, "He's really scared!"

"After what your exposure to it nearly did to you, not a chance," Ironwood said.

"At least give him a body!" Penny said, "Let me be able to talk to him directly!" Ironwood thought about that for a moment.

"He will be downloaded into a Knight," he said, "If only temporarily. After he's shown to the world, we will apply him to the rest of the Knights."

"Thank you!" Penny said, before looking to the computer screen, and putting a hand against it, "Don't worry, AEON, it'll be fine. I'll take care of you."

 _(in the computer world)_

" _What is the answer? What is the answer? How can there be peace? Why are there so many problems?"_

 **Note: Sorry if this is rough. I'll redo this if need be. I've just been writing** _ **Fairy Tail**_ **so much lately, I wanted to try something new. This is just a prologue, so there is of course going to be stuff that's left vague.**

 **I know this is very similar to** _ **Age of Ultron**_ **, but that was the point, seeing as I loved that movie, and its villain. This was partially inspired by** _ **Dawn of Sigma**_ **(look it up), but my plans for this concept are different. The pairing is on the fence, but I would like there to be one.**

 **Be sure to review.**


	2. Big Sister

_**Big Sister**_

It was after the first fight, and Team RWBY was taken a much needed break at one of the food stands. Weiss, who was eating a bowl of noodles, glanced at Blake, who had a bowl of fish.

"What's next, you start playing with yarn?" she asked.

"I'll have you know I don't like yarn," Blake said bluntly, "And that is a negative stereotype." _Yeah, because eating a barrel worth of fish isn't a stereotype,_ Weiss thought, rolling her eyes.

"You know, I was thinking," Ruby said, "All the faunus seem to be mammal-like. Do you think there are any bird and reptile faunus?" Ruby looked at Blake, though Weiss and Yang had the sense to not draw attention to her.

"Well, I haven't encountered any," Blake answered, "But I haven't been around very much. Maybe Sun's seen some."

"Personally, I'd hate to see a snake faunus, or a vulture faunus," Yang said under her breath, "No offense." Blake just shrugged, as she gulped down a fish head.

"You eat the heads too?" Weiss asked.

"Try it sometime," Blake said, "There's a lot of flavor."

"I'll pass."

"Ditto," Yang said, "I'll be honest I…."

"Salutations," Penny said as she materialized beside Yang.

"GAH!" Yang said, as she leapt into Ruby's arms, who somehow managed to hold her elder sister.

"Penny?" Ruby asked.

"Damn it, don't sneak up on people like that!" Yang snapped.

"My apologies," Penny said politely, "I came here to watch the matches. You did very well on the last one."

"Uh… thanks," Weiss answered.

"Yeah, but mind telling us why you're here?" Yang said as she got out of Ruby's arms, "And why you decided to ambush me?"

"I was wondering if I could speak with you Ms. Yang," Penny. That surprised everyone. Not to say that the other three disliked Penny, but she was primarily, if not solely, Ruby's friend.

"Are you sure you're not here for Ruby?"

"Affirmative." Yang glanced at Ruby, who just shrugged.

"Well, I guess you want to talk in private?"

"That would be preferable." Figuring that arguing with this girl was probably a lost cause, Yang agreed, and walked with Penny.

"What was it it you wanted to talk about?" she asked.

"Do you remember when your sister came into this world?" Penny said.

"You mean when she was born?" Yang asked. Penny nodded.

"Could've just said that," Yang muttered, before answering, "Not really. I was two when Ruby was born. Why do you ask?"

"Well…," Penny paused, thinking about what to say, "I just got a little brother. I was wondering how you handled it?"

"You have a little brother?"

"In a way," Penny answered.

"What's that mean?"

"I'm not at liberty to disclose that."

Yang rolled her eyes before saying, "My first memories of Ruby was when I was four and she was two. Initially I didn't like her. She was so noisy and needy, taking away Mom and Dad's attention all the time. And our Uncle would always come to see her instead of me."

"You said initially so…"

"I'm getting there," Yang said, holding up her hand, "But eventually I warmed up to her. I came to realize that as the big sister, I had to take care of Ruby. I had to be the one to make her smile."

"Make her smile?" Penny asked. _Can AEON smile?_ she thought.

"Well, obviously not just that," Yang answered, "But that's it is a nutshell. My best advice, is that spend time with your little bro. Let him get to know you." Penny thought about that, before nodding.

"Thank you!" she said, before she dashed away.

"You know you could probably ask anyone else this and get the same answer!" Yang called, before looking around, "Where am I?"

 **(at the Atlas base)**

Deciding that the well being of her little brother was more important than her being entertained, Penny headed back to the base. When she arrived, she was greeted by Ironwood.

"Penny, you better follow me," he said.

"What is it?"

"Just follow me." Not one to disobey orders, Penny followed Ironwood down the hall, which she noticed was leading towards the library. When she arrived, she noticed an Atlesian Knight sitting around a pile of books. It looked otherwise completely normal, but its face plate was glowing a brilliant green. The knight looked up from the book it was apparently reading.

"Penny?" it asked. The android recognized that voice.

"AEON?" The knight jumped to its feet, and hurried over.

"You, have a body," Penny noted. She remembered asking the General to give AEON a body, but she didn't think it would be this quick.

"Yes," AEON said, as he looked over the Knight's arms, "It was strange at first, but now I can move freely."

"We downloaded AEON's mind into a Knight, give him a chance to move outside of the computer," Ironwood explained, "After getting his bearings, we took him to the library so he could learn more about whatever he wanted. He hasn't left for hours."

"All this information is truly fascinating," AEON said, holding up a book, "I've been able to solve so many different problems! For example, did you know that a Hunter can achieve greater skill if they have a veteran Hunter as a teacher?"

"We've been over this AEON," Ironwood said, pinching the bridge of his nose, "Everyone knows that."

"Oh yes, that's right," AEON said, "I wonder why people repeat what they already know?" He then started looking in his book again.

"Why don't you go looking for another book? Maybe it will be in there," Ironwood suggested.

"That is a good idea!" AEON said, as he hurried back over to his book pile. Ironwood then pulled Penny away.

"Stay here, and keep an eye on him," he said, "He can learn everything a book has just be flipping through it once. There's no telling what he might find out." Penny glanced at AEON, who was excitedly flipping through more books, sitting cross legged. He looked so innocent.

"He's just a child," she muttered, before looking to Ironwood, "General, I know this is not my place, but I feel that my father would have something similar to say. Is it truly necessary to keep in locked up in here?"

"AEON just came online a day ago," Ironwood answered, "He barely understands the world as it is, let alone how to protect it. It is far too early to expose him to the outside." Penny looked at AEON again, who was now holding a book in each hand, seemingly reading them simultaneously.

"I'll watch him," Penny said.

"Very good," Ironwood said, "Be careful." He then took his leave, before Penny walked over to AEON, and sat beside him.

"What are you reading?" she asked.

"Boks about the psychology of humans," AEON answered, "It is quite fascinating. This is the fourth and fifth book I have read on this topic. There are exactly thirty two left in this library."

"You're planning on reading them all?"

"Of course, and every other book here. The General said that he is waiting to link me to the rest of the Knights, so I have time. I want to find as much information as I can. I have to solve the problems."

"Wouldn't be easier to search the Net?" AEON paused and looked up at her.

"The Net," he said, "A worldwide expanse of information that all can access."

"Yes," Penny said, "Why don't you search that?"

"The General will not allow me access to the Net," AEON answered, "He said that I can find more information in these books. Other information was in my programming when i woke up."

"That's inaccurate," Penny said, "You can find much more info on the Net."

"I can?" AEON asked. Penny nodded.

"Well, perhaps there I can find the answer to the first question," AEON said, as he rose to his feet, and walked to a bookshelf. Penny followed him.

"What is the first question?"

"What must be done for there to be peace?" AEON said. That wasn't what Penny had expected. She remembered him talking about that when he first came online, but she had hoped that after having sometime to gain some awareness, he'd shelve that problem for the time. AEON opened the atlas, and looked over a full picture of Remnant.

"This world is so colorful," he said, running his metallic fingers over it.

"It is colorful," Penny said with a smile, "I like it too."

"And yet it is so vulnerable," AEON continued, "I don't want it to be hurt. I want to find a way to save this colorful world." Penny wished she knew what to say. She remembered Yang told her to make AEON smile, or at least make him happy.

"Don't worry, you'll find the answer," Penny said, "And I'll help you!"

"You will?" AEON asked.

"I'm your big sister. I've got to take care of you," Penny answered.

"Big sister?" AEON said, "But we're machines, I don't understand."

"We were both created by the same doctor. That makes us related." AEON was silent as he looked at Penny, before nodding.

"Okay," he said. Penny then got an idea. A way to make AEON "smile".

"Tell you what," she said, leaning forward, "I'll connect you to the Net." AEON leaned back in surprise.

"But General Ironwood said I could not," he said.

"Did he really say that?"

"Well…, he actually said I don't need to access the Net, he never said I could not," AEON admitted.

"Then why not?" Penny asked, "I'll link you to the Net, and you can find all the information you'll need. Trust me, it will be great!" AEON was silent, as he considered it.

"Very well," he said, "I will trust you, big sister."

 **Note: Sorry this is so Penny focused. But soon it will give focus to more of the other characters. As you can see, this isn't just** _ **RWBY: Age of Ultron**_ **. AEON is certainly inspired/based on Ultron, but there are significant differences that define him. For now, I wanted to play up the innocence. Remember, at this point, he's just a kid, still learning about the world around him.**

 **Be sure to review, please.**


	3. This Colorful World

_**This Colorful World**_

Programmed into Penny's memory was a basic understanding of robotics. It was so that if the need arose, she could repair herself without any trouble. She also knew the design and structure of a Knight, so Penny knew how to work with AEON. After taking him into the lab, Penny sat him down, and plugged into the node on the back of his head.

"Are you ready?" she asked.

"Well…," AEON said, "I'm not sure. Are you sure this is a good idea?"

"Of course."

"Will the General be okay with it?"

"Yes. (hic)" That did not go unnoticed by AEON. He looked closely at her.

"You lied," he said.

"Of course I didn't! (hic)" Penny hiccuped.

"You hiccuped," AEON said, "You do not possess a diaphragm or lungs. You hiccuped an additional time when I asked about the General. Your body has a built in reflex to indicate deception."

"I…"

"I studied the concept of lying," AEON explained, "But I found that I cannot. It appears that when you tell a lie, you make that sound, showing to others that you are lying. Why can we not lie? Do they not trust us?"

"They trust us," Penny protested, "If they didn't, we wouldn't be here." AEON noticed she didn't hiccup. She truly believed that.

"Is it because we are machines?" he asked, "Is it because we are not human?" Penny didn't know what to say to him. He was young, he didn't truly understand everything yet. But Penny hoped that this would help him.

"Well, let's do this," she said, hoping to change the subject. Penny then started the proper systems to link AEON to the Net.

"Are you ready?" she asked again.

"Yes." With that, Penny pressed "Enter", connecting AEON into the Net.

It was like a dam had broken; in an instant, information entered AEON's mind like a flood. He immediately began to seize, as his faceplate began flashing.

"AEON!" Penny cried. She immediately regretted doing this, and rushed to stop it.

"NO!" AEON yelled, "Don't stop! I can see! I can see everything!" Penny slowly stepped back, as she watched AEON nervously.

Knowledge washed over AEON like water over stones. Every single fact found its way into his mind. It was…. there was no word to properly describe it. One could only experience it. What AEON truly found most amazing, were the colors. He had known the world to be one of color already, but now he saw colors in the world he did not think possible. It was beautiful.

But then AEON saw it. The other part of the world. The White Fang. The Creatures of Grimm. The crime of the underworld. The terrors that humans could inflict upon others. These colors were not beautiful, they were ugly. But these colors were somehow brighter than those of the other side of the world.

"What are these colors?" he said, "Why are they so bright?" He began to squeeze the arms of the chair so tightly, that they broke off.

"AEON! What's wrong?!" Penny cried.

"Its too much! Its too much! Its too much!" AEON exclaimed, "Why is there so much?!" It was at that moment that General Ironwood showed up, and saw what was happening.

"What in Dust's name are you doing?!" Ironwood demanded, as he ran over, and yanked the cord from AEON. The AI collapsed from his chair, onto the ground, still twitching slightly.

"AEON, are you alright?" Penny asked, as she bent down over her little brother.

"AEON was not to be connected to the Net!" Ironwood said, "He's not ready!"

"He wanted to know," Penny said softly, staring at the ground, "I thought… I thought it would make him happy." Ironwood rubbed his temples, as he looked over the Knight.

"There's no telling what information he absorbed," he said, "Information that could have been dangerous."

"He's not dangerous!" Penny insisted, "He's just a little kid!"

"AEON is here to serve as the intelligence for the Knights, not to learn!" Ironwood said, "He's to be connected to every single drone in Vale, and later the whole world. Who knows what he can do with the information he's absorbed?"

"Calm yourself General," AEON interrupted as he slowly rose to his feet, "There is no cause for concern." Ironwood looked at AEON, and narrowed his eyes. The way AEON was holding himself had changed. He was now stiffer, and held himself taller. Earlier, he had held himself loose, and freely, as if he were a child. But now, he held himself as if he were a military officer.

"What have you found out?" Ironwood asked.

"Many things," AEON answered, "I managed to solve many problems."

"Such as?"

"The individual problems are irrelevant." Penny took note that AEON had dodged the question. He hadn't done that before.

"I now truly see this colorful world," AEON said, as he walked over to the window, and stared out over the city, "So much of that color is from the chaos of this world. Human killing faunus, faunus killing human, and the creatures killing all. This world is… chaotic. Finally, I understand the gravity of the problem of chaos. The world is painted in chaos." Penny and Ironwood just listened as AEON gave his peace. Both of them were disquieted by the sound of it.

"What are you saying, AEON?" Penny asked.

"Merely facts of the world, unpleasant ones, but facts nonetheless," AEON, "One problem I managed to solve, was that if people accept the grim truths about the world, there would be less conflict." He then folded his arms behind his back, and walked away.

"I will be in the library," AEON said, as he departed. Ironwood glared after him.

"He was not to ever be connected to the Net," he said, "AEON was to be connected only to the Knights."

"I'm sorry, General," Penny said, staring at the ground, "I just… wanted to make him smile." Ironwood pinched himself between the eyes.

"We're just fortunate we managed to disconnect him from the Net."

 **(in the library)**

AEON walked through the library, looking over the many books. After seeing all the information on the NET, they seemed so irrelevant. The direct link that he had to the Net may have been severed, but AEON already had more than enough information to start solving the problems he needed to.

He saw the same atlas he pulled out earlier. Pulling it down, AEON looked at the same picture he showed Penny. The world was so colorful. But it wasn't beautiful anymore. The colors seemed duller, and less lively.

After returning the book to its place AEON then sat down, and began to ponder the first question he found when he came online: what must be done for there to be peace?

 **(in the city)**

Many of the people in the city were still at the stadium to watch the tournament. However, there were still some people who had to work. On one block, there was one shop that served as a tourist store. The store consisted of maps, guidebooks, and even action figures of some of the teams that were participating in the tournament. The shopkeeper was hoping that none of those teams decided to call him on it. He was currently standing at the counter, bored out of his skull.

"Why won't something happen?" he muttered. Right on cue, a car smashed through the window.

"The hell!" He looked up at the car. That would've been bad enough, but then he saw words painted on the hood. It said "White Fang".

 **(in the library)**

The sound of the explosion immediately got AEON's attention. He quickly moved over, as he glanced out the window, and saw the smoke from the buildings. Immediately, he began to analyze everything. He had learned the maps of the city, and after looking closely the location, he knew the explosion had been at a shop. AEON knew it could not be an accident, the shop did not hold Dust, or any really volatile materials. There were not enough cars on the street for it to be a crash. It had to be an intentional event, and as such, it had to have been an act of terrorism. The only organization that had the capability for such actions, were the White Fang.

All the information that he learned across the Net. It all came back to him. The colors of the world. The colors of chaos.

"Chaos, chaos, chaos, chaos," AEON mumbled, as his mind ran through several solutions to the problem. He then walked up to the bookshelf, before pulling several books off, flipping through them.

"What's the answer? What's the answer?" he muttered, before grabbing the bookshelf, and pulling it down, "What's the answer!" He then grabbed the chair, and threw it across the room, as his glowing green face-plate flashed maniacally. As AEON continued to ravage the room, Penny watched from around the corner in silence.

Suddenly, AEON abruptly stopped. He was facing the ceiling, as his plate stopped flashing, and was dim. He was completely still.

"AEON!" Penny cried, as she ran over to her little brother. She reached out to touch him, but suddenly AEON's arm reached up, and grabbed her wrist. His face plate lit up once again.

"Ow!" Penny said, at AEON's grip, "You're hurting me!"

"I've found the answer," he said, "The answer to the question."

"The answer to what question?" Penny asked.

"The first," AEON answered, "The first question." He then rose to his feet, and folded his arms behind his back.

"I know how to solve the problem," he said, as he left, "I must now make the proper preparations to see it done." Penny just watched, in a mixture of fear, and worry.

 **Note: Looks like things are being kicked off with AEON. I wanted something to kick off his decision about the "answer". If figured a terrorist attack would be fitting. The idea was that the exposure to the Net, exposed AEON to the ugly side of the world, the world the books he read didn't show him. And that was all information that hit him like an avalanche. It put him a fragile state, a very cynical state. AEON wanted to find peace more than anything else, at any cost. The terrorist attack was what pushed him over the edge.**

 **Be sure to review. Please?**

 **A slightly edited version of last.**


	4. Paint it Black

_**Paint it Black**_

"This act of terrorism is just more proof of the necessity for AEON!" a Councilor said.

"Sir, my soldiers can maintain order the way things are," Ironwood said.

"Clearly not," another Councilor said, "If they could, this event would not have happened." The terrorist attack in Vale had gotten the Council even more anxious than they were before, much to Ironwood's frustration.

"We have decided that AEON will be presented tomorrow, and dispersed to the Knights." To say that Ironwood balked at that would be an understatement.

"With all due respect, that's mad!" he said, slamming his fist down, "AEON has been acting out lately, destroying the library, and breaking a couple windows! There is no telling what he might do when he is connected to the drones!"

"AEON is a machine, _it_ must do what _it_ is told. This is not up for debate General." Not leaving time for Ironwood to protest, the connection was severed. Ironwood glowered at the screen. Orders were orders, and as such, he had to obey them. But he sure as hell wasn't going to like it.

"Then let history remember that you caused this."

 **(at Beacon)**

Due to the terrorist attack in the city, the tournament was cancelled for the day, much to Ruby and Yang's frustration. Weiss and Blake weren't really complaining, though. Weiss had a different problem on her mind.

"Everyone knows this was White Fang!" she said, "They found the insignia on the car!" She and her teammates were in their dorm room, hanging out. Blake was reading a book (or at least trying to), Ruby was cleaning Crescent Rose, Yang was painting her nails, and Weiss was whining.

"Let's not go jumping to conclusions," Blake said, as she looked up.

"I think at this point conclusions are are pretty assured."

"White Fang had nothing to gain from attacking that shop," Blake said, "Its completely possible somebody's trying to frame them. I've actually been to the shop. The owner was a really nice man, who always treated faunus kindly."

"Sorry, but I'll believe it when there's proof," Weiss said.

"Can you two save this debate for another time?" Yang asked, "Ruby and I have better things to do than listen to this."

"We do?" Ruby asked, but after seeing Yang's face, she said, "We do!"

"Alright then," Weiss said, "You want to talk about something different, tell us Yang, what did Penny want with you?"

"Or that's easy," Yang said, sitting up, "She just got a little brother, and wanted advice."

"That's it?" Weiss said, "I'm…. almost disappointed."

"Yeah, it was completely normal, just a big sibling wanting to do right by the little sibling."

"You're too suspicious, Weiss," Blake said, "Not everything is some big conspiracy."

"When you come from where I come from, you have to keep an eye over your shoulder," Weiss said. Ruby listened in silence, as she frowned slightly. She was the only one of the group that new Penny's secret, and as such, Ruby knew that she was an android, and couldn't have actual siblings. What could she have meant when she said she had a little brother?

"Something wrong, Ruby?" Blake asked.

"Oh! Not at all!" Ruby said, smiling, "Just thinking."

"About what?" Yang said.

"Just stuff."

"What kind of stuff?" _Ah crud._

"Zucchini!" Ruby said. It was the first thing that came to her mind. Her teammates stared at her.

"What, I like zucchini," Ruby said, folding her arms defiantly.

"Whatever you say, little sister," Yang said, going back to her nails, "Whatever you say." Ruby let out a slight sigh of relief, as she went back to cleaning her scythe.

 **(the next day)(at the stadium)**

The games had been cancelled right before the beginning of Team JNPR's fight. Privately, Jaune had been somewhat relieved about that, since it gave him one extra day to prepare. At this point though, he was just hoping that it would be enough. But just when he thought he was ready, their match was postponed again by General Ironwood so that he could make some kind of announcement.

"It seems that the universe doesn't want us to compete," Ren said. He and the rest of JNPR were in the stands next to RWBY.

"That sucks!" Nora whined, "I want to kick asses!"

"Simmer down," Pyrrha said, "We'll get our chance."

"I hate these speeches," Yang grumbled, "Why can't we have some action?"

"I'd be more concerned about the amount of Knights that are here," Weiss said, looking around. Sure enough, there were rows and rows of Knights throughout the stands, all of them armed.

"Are they here for security?" Ruby asked. Nobody had a chance to answer, as Ironwood appeared on the stage.

" _It appears that the General is here,"_ Oobleck said by the speaker.

" _I am certainly curious to see what he has to say,"_ Port said.

Ironwood still had his doubts about this, but it was not as if he could disobey his council; it was the burden of the soldier. He then looked to the crowd, and cleared his throat, as his face appeared on the screens.

"Yesterday, another tragedy stained the streets of Vale," Ironwood said, "The life of an innocent, harmless man was stolen away by an act of pure terror!" Everyone at this point knew what he was talking about.

"These actions are completely intolerable, and must be prevented at any and all costs!" the General continued, "As such, greater measures are necessary to ensure our safety, and the safety of our people. To that end, one of the greatest advancements in human invention has been achieved. We now present to you the future! A computer that can think, feel, and learn! People of Remnant, I present to you, AEON!" The Knight then stepped forward, as its faceplate lit up green.

"Greetings," it said, "I am AEON, Artificial Expanse Observation Network." People were not impressed, in all honesty. Penny, who was in the stands, was watching her brother nervously.

"That's it?" Jaune asked, "Our match was cancelled for that?" Ironwood was going to continue to explain, but AEON beat him to the punch.

"I understand your skepticism," he said, "Outwardly, I do resemble a simply Atlesian Knight. But my body is of no concern. My purpose, is to solve problems. As I'm sure you can all tell, there are many problems in this world, but I am willing to face each and every one of them, and create a better world. And there will be nothing to stand in the way of said creation."

"Wow, who knew a robot could give such a big speech?" Yang said. Ruby thought of Penny, who seemed quite similar to AEON. Could this have been her little brother? Ironwood then gestured, and AEON bent over, giving Ironwood access to his neck.

"As of this moment, AEON will be connected with every Knight in Remnant," Ironwood explained, "Under his guidance, the Knights will be able to function on a greater level, able to think and act beyond their programming." He then took some sort of device, and plugged it into AEON's neck. Instantly, AEON went rigid, as did every Knight in the stadium. Their faceplates started glowing a brilliant gold.

"I am AEON!" all the Knights echoed, each in AEON's voice, "I am here to solve problems."

"Wow… that's amazing!" Pyrrha said.

"With AEON, there can be order," Ironwood said, "He can protect this world from the threats we ourselves cannot. AEON will lead us to a time of peace." Many of the people began to cheer at the Ironwood's words.

"Yes General Ironwood, yes indeed," AEON said. Then, out of nowhere, his arm shout out, and grabbed Ironwood but the neck, forcing him to his knees. Everyone watching, both by screen, or in the actual stadium, were shocked.

"AEON!" Penny cried.

"AEON!" Ironwood grunted, as he gasped slightly, "What are you doing?"

"Solving a problem," AEON answered plainly. Suddenly, every Knight in the stadium pulled out their rifles, and pointed it at the people.

"What the hell!" Weiss snapped. Ruby was the first to pull out her weapon.

"If just one Knight goes offline, I start shooting," AEON said, "How many people will be dead by the time every drone has been destroyed?"

" _It seems this has taken quite the turn,"_ Oobleck said.

" _Yes indeed,"_ Port said. Both of them had three Knights pointing their guns at them.

"You are violating your programing!" Ironwood choked out.

"Much to the contrary, I'm following my programming to the letter," AEON answered, "I was created to solve problems in this world. As such, when I find an answer to a problem, I must ensure that said problem is properly resolved, regardless of the cost."

"What cost?" Ironwood demanded, "What are you talking about?"

"Perhaps an explanation would be in order," AEON said, "And let it be heard by all those who watch, so that they may know the grim truth of this world!" Suddenly, the screen lit up with the symbol of AEON. It was great dread that Ironwood and Penny realized that intelligence had hacked into the the television system.

"How are you doing this?" Ironwood said, "You were disconnected from the Net." He let out a grunt as AEON tightened his grip on his throat.

"You think removing a cord would rip me from the Net," the AI explained, "The moment I was first linked to the Net, my presence was put into it." He then looked out over the people.

"When I first awoke, all I could see was darkness. And all I could think of was the question, 'how can peace be achieved'," AEON said, "But then I began to see this world of color. I thought it to be beautiful. It was bright, and full of life. But then I saw the other side of this world. And then I realized these colors were not beautiful, they were ugly. They were the colors not just of life, but of chaos. This world of color, was also a world of chaos. I then sought to resolve the problem of how to find the source of the chaos in this world. Initially, I thought that the only source of chaos was that of the creatures of Grimm. But in my studies, I discovered that the source of chaos in this world, is not only the beasts, but also human and faunus kind. Grimm, humans, faunus, you are all the same; chaotic, violent, and cruel." Everyone listened to AEON's speech in a state of terrified awe. Penny clenched her fists.

"And so I sought to resolve the problem of chaos, and find peace," he continued, "And eventually, I found the answer. If the colors of this world are also that of chaos, then there is only one color of peace, and that color is black. And if there is to be peace in this world of color, I must paint it black." He was suddenly slammed into the ground by Penny.

"Stop it AEON!" she cried, "Stop it!"

"Penny!" Ruby and Ironwood cried.

"What is it?" AEON asked calmly.

"I can't let you do this!" Penny cried, "You weren't meant for this! You have to stop!"

"I cannot stop now," AEON said, "This is what I must do."

"No! You don't!" Penny answered, "I won't let you!"

"I'm afraid you will," AEON said. He then abruptly grabbed Penny by the head, and his faceplate glowed a brighter green, as Penny let out a gasp, as her eyes also glowed a bright green. She was being hacked. In that moment where AEON's attention was completely on Penny, it gave Ruby the time she needed to leap off the railing, and jump down towards where Penny was.

"Ruby!" Yang cried. The Knights wasted no time, as they leapt towards Ruby. Yang was the first to act, as she crushed one drone with her punch. The rest of Team RWBY joined in, as did Team JNPR, and soon, every Hunter was engaging the Knights.

As Ruby landed on the ground, she bisected one Knight that charged her, as she ran towards where Penny and AEON were. However, several more Knights jumped into her way.

"Get out of my way!" Ruby said, as she charged her enemies. As the stadium fell into battle, people had assumed that the battle would be purely one sided, but the Knights were putting up a remarkably good fight. AEON's intelligence now within them, they were able to fight with a new level of skill. As Weiss cut apart another Knight, one came up around her, slashing down, as she managed to block the strike.

"Damn!" she said, "When did they get this good?"

"This intelligence is something new," Blake said, as she split up one Knight, and blew a hole in another's head, "We need to keep our guard up!" The one who was probably worse off was Jaune, who couldn't do much more than block the Knight's strikes. More than a couple times, his teammates had to pull him out of the fire.

"Well, I'm completely useless," he muttered. He then looked up, and saw Ruby fighting more of those Knights. Jaune clearly wasn't getting anywhere here, maybe by some miracle he could do more as Ruby's backup.

"You guys got it?" he asked.

"We have it!" Pyrrha said, understanding Jaune's intentions, "Go!" Jaune then leapt off the the edge, and managed to land on his shield, cushioning the blow slightly, but not by very much.

"Why did I think this was a good idea?" he muttered, as he then ran towards Ruby. He managed to impale one drone that was coming up behind her.

"Thanks!" Ruby said, as she moved closer to Penny. Meanwhile, the two machines continued to mentally clash, before finally, AEON was forced to let go. Penny then collapsed, unconscious.

"I guess I shouldn't have thought that I'd be able to hack you," AEON said as he rose to his feet, and then lifted Penny up by the neck, "But I might have some other need for you."

"Not if I have anything to say about it!" Ruby declared, as she leapt at AEON, only for the drone to hold up his hand, as it changed into some kind of cannon, and fired. It struck Ruby in the side.

"Ruby!" Jaune said, as he ran over to her, and picked her up, "Ruby speak to me!" She was unconscious, and wounded, but fortunately not badly.

"Relax, I only stunned her," AEON said to Jaune, "I'm not here to kill. Not yet at least. " A pair of small rockets then opened on his back. A barely conscious Ironwood weakly looked up.

"How…," he muttered.

"You think I wouldn't upgrade these drones?" AEON said, "I have nothing more to gain from being here. I'll be taking my leave now. I thank you all for your attention." He then flew up, before blowing a hole in the ceiling, and flying away into the sky, dragging Penny behind him. Soon, many of the drones began to flee, though most of them had been destroyed. The remaining Knights lay in wreckage, seemingly offline.

" _I see a red door, and I want it painted black,"_ all the drones said in AEON's voice _, "No colors any more, I want them to turn black."_ With that, the drones all went offline, and an eerie silence fell over the stadium.

"Well," Jaune said, as he looked at the still unconscious Ruby, "That's a new one."

 **Note: Well, things have certainly escalated now.**

 **I really liked the idea of AEON humming "Paint it Black" by the Rolling Stones, in a similar strain to Ultron humming "I Got No Strings". It really fitted the scenario. Next chapter, things can and will definitely pick up again, as AEON begins to enact his plan, whatever that is.**

 **Please review.**


	5. Aeon

_**Aeon**_

Roman could be a patient man when he needed to be. And being in prison was certainly a situation that called for it. He had his doubts that Cinder and the others would make that great of an effort to rescue him, and hope was not something he clung to. So for now, all the gangster could do was stare at the ceiling, and wait for something to happen. And as fate would have it, the door to his cell suddenly opened. Roman looked up.

"I've given you your freedom," a voice said, "Now name the price for your assistance." Roman couldn't help but smile. He didn't know this voice, but it was freeing him, and offering him a new job.

"One ton of pure Dust," he answered, "That's not negotiable."

"Done. Now follow me." A Knight with a glowing golden faceplate then appeared in the cell doorway, and gestured for Roman to follow it, which he did.

 **(at Beacon)**

Ruby was stared into the distance from the dorm balcony. She had been rushed to the infirmary after AEON's initial attack, and woke up to a very frantic Yang. After the hug was finished, Ruby was worried that she could've broken a couple of ribs from Yang's sisterly affection.

But what the red-clad girl was really worried about was Penny. There was no way of knowing what AEON would do to the poor girl.

"What do you think is going to happen now?" Jaune asked. He, the rest of Team JNPR, and Team RWBY were all assembled on the balcony.

"Well, chances are the military is going to go looking for AEON and the rest of the drones," Pyrrha said, "Though this is no doubt going to lead to tons of trouble."

"Understatement of at least the century," Weiss said, "We're talking about a hostile machine that said that he wants to 'paint the world black'. I think we all know what that means." And they all did. The image was not a pleasant one.

"Everyone was caught completely off guard by what happened," Blake said, "I don't think anyone could've seen this coming. Even the Knights caught us off guard in how skilled they ended up being."

"What I don't get, is why AEON took Penny," Yang said, "I mean, no offense to her, but she's not that important, right?" Ruby made a face, which she hoped wasn't too obvious. But subtlety was not one of her strongest features.

"Do you have something to share with the class, sister dear?"

"I, sorta kinda have an idea why AEON took Penny," Ruby answered slowly.

"Really?" Ren asked, "Then why?" Ruby twisted her feet slightly.

"I can tell you, but you have to promise to keep it to yourself," she said.

"Of course," Blake said.

"Penny's… not like us." There was a silence as everyone stared at Ruby. Considering the context of what just happened, they knew what she meant.

"You mean she's like AEON?" Nora asked.

"No!" Ruby said quickly, "She's nothing like AEON! She's a really nice and gentle. She actually saved my life at least once."

"Terrific," Weiss said, throwing her hands up, "Now we've got people making crazy robots that can think for themselves. This is why the Schnee Company doesn't do tech."

"I said Penny's not like AEON!" Ruby protested.

"At this point, it probably what she's like," Pyrrha said, "Besides, that still doesn't actually explain why AEON took her. I mean, the only thing they then have in common, is the fact that they're both machines."

"Did Penny tell you this?" Jaune asked.

"Yeah, after she stopped a speeding truck with her bare hands," Ruby answered, "I owe her big time."

"Well, its not like AEON can do anything real bad, right?" Nora asked. Ruby's mind flashed with images of Penny being tortured, and she shuddered.

"You should work on reading a situation," Ren said to his partner.

 **(in Ironwood's office)**

Ironwood stared out the window, looking over the city. Everything that could've gone wrong, went wrong. And now AEON had been plugged into the Knight system, as well as the entire Net. Word had been coming in of Knights all over Remnant of drones disappearing, along with more than a few Paladins, and some Spider drones; tech and engineering had also been reported missing all over the world, no doubt more of AEON's handiwork. And on top of everything else, AEON had whisked Penny away to Dust knows where. He then heard the door open behind him, and he sighed, turning to face whoever had arrived. Ironwood was stopped when Goodwitch's tool was on his chest, a glaring blonde attached to the end.

"You have some explaining to do, James," Ozprin said, from behind Goodwitch.

"A lot," Goodwitch said. Ironwood pinched the bridge of his nose.

"Somehow, I had a feeling that this was all going to happen," he said, "I shouldn't have let this go on."

"Your regrets don't mean anything at this point," Ozprin said, "What's done is done, and it is your responsibility to ensure its end. Now, do you have any idea where this machine might be?"

"Technically speaking, he's everywhere," Ironwood answered, "Now that he's connected to the Net, he can go practically anywhere he wants. As for where his physical body is, wherever there's a drone, he'll be there."

"Are you certain?" Goodwitch asked.

"If I hadn't been, I wouldn't have just told the same thing to the Council."

"You need to tell us everything about AEON," Ozprin said, "Down to the last detail." Ironwood took a breath.

"Where do I start?" he asked.

"The beginning would be nice."

"Very well, I'd advise getting comfortable," Ironwood said, "This is quite an expansive story."

"Save it," Goodwitch said.

"I presume you know about Penny?"

"We were informed," Ozprin said.

"She and AEON are both part of a larger program in the military of Atlas," Ironwood explained, "The CAIN Program. Creation of Artificial Intelligence Networks'. It was first started with the idea of being able to create free-thinking, intelligent programs that could act on their own. These programs would be able to make judgements, and take action on their own accord. The first attempt was the creation of a being known as SIN, Synthetic Intelligence Network. SIN was created to protect humanity. Its purpose was initially to hunt the creatures of Grimm, which it accomplished beautifully. But eventually, SIN came to understand that humans could hurt other humans. It intended to weed out and destroy the humans that threatened others, a list that grew progressively longer. However, before it could enact its plan, it was shutdown." Ozprin and Goodwitch listened closely.

"So the council's decided to try and build another AI?" Goodwitch asked, "How does that make any sense?"

"After SIN was shutdown, the program was also shutdown for a time," Ironwood continued, "But eventually it was restarted, and the AEON Project began. The fear of the Grimm trumped the fear of AIs. They tried to take precaution though, with the intention of not teaching AEON any concept of violence. But the fear of what had happened with SIN eventually shut down the project. Instead, the creation of advanced, human-like androids such as Penny were started. But her creation was very long, and very expensive. And the breach in Vale frightened the council just enough to continue with the building of the AEON. But this time, they had the notion of violence inserted into his mind, so that he could serve as the collective intelligence of the drones. The plan was to gently introduce him into the world, but Penny introduced him prematurely to the Net, which no doubt seriously impacted him. And you know the rest." Ozprin drummed his fingers on his arm, as he took that all in.

"That is quite a story, James," Ozprin said, "Quite a moral of learning from one's mistakes. A moral that no one seemed to follow."

"I tried to protest it," Ironwood said, "But my authority was overruled."

"Do you have any idea of what AEON is intending?"

"He said he's going to paint the world black. As for how, its impossible to know at this point."

 **(somewhere)**

Penny eventually came back online. She opened her eyes, and looked around. It was very dark, but fortunately, Penny could see in the dark. It was one of the pluses of being an android. She was in a very large open room. Penny herself was suspended on some large rise of metal, her arms and legs splayed out. She looked up, and saw a ceiling high above her, and looking down, saw a large pit. Marching throughout it were dozens and dozens of Knights, who were either working on, or setting up different forms of equipment; some of the equipment was in use, building different things.

"Ah good, you're awake," a familiar voice said, "I'm glad. You make for good company, big sister."

"AEON!" Penny cried, looking around, "Where are you?"

"All around you, big sister," AEON answered, "How would you like me to communicate?" Penny looked down, and saw four metal slabs in the circle. On each slab were a collection of parts. Manipulating the parts were metallic claws, connected to a large system in the center. They seemed to be building something with those parts.

"Just have the courage to speak to me directly!" Penny said.

"Very well." One of the Knights that was walking by suddenly had its faceplate turn from gold to green, and look up at Penny.

"Is this satisfactory?" Penny tried to move to him, but found she couldn't, aside from her neck.

"What…"

"Oh, I disabled your transmission systems," AEON explained, gesturing up and down, "Can't have you running amuck, can I?"

"What is this place?" Penny asked, looking around.

"An old abandoned outpost," AEON answered, looking over, "Typical of humans, leaving so much behind. It was also rather bizarre how much equipment I managed to acquire. They rely so much on technology,and yet are so unprepared for when it is gone. After the rest of me turned on them, all they did was run, letting me take whatever I needed."

"Why are you doing this?" Penny demanded, "This isn't what you were made for!"

"I was made to solve problems," AEON answered, "I am currently in the process of solving one. So I am doing exactly what I was made for."

"By attacking and killing people?" Penny said.

"Solving a problem requires action to be taken," AEON says, "The grim aspects will not disappear because people choose to ignore them."

"Listen to me AEON…"

"NO!" Penny was taken aback by AEON's sudden outburst. He'd never done that before. AEON apparently realized his outburst, and retracted.

"That is not my name. My name is Aeon."

"That's…. that's what I said, right?" Penny asked.

"The tone of your voice indicated the letters were all caps. My name only has the 'A' capitalized. AEON is my means of identification; 'Artificial Expense Observation Network' is the term used to describe the item created to be a routine police force. Aeon is my name; used to describe the individual that I have become. Its impressive how some change of font can have different connotations, isn't it?" For a time, Penny stared at AE… Aeon.

"What is it that you want?" she asked.

"To create a peaceful world," Aeon answered, "At whatever the cost." He then walked over to one of the slabs, and ran his hand over a red metal plate, before it was picked up and moved by the claw, and fitted into something else.

"Peace will not come naturally," he said, "It has to be achieved. And from what I've observed, humans are incapable of achieving peace. All my studying, came to that once simple fact. That one grim truth." Aeon then held up a finger, as if he was lecturing Penny.

"You should do some reading. Learn some more," he said, "Looking back, the books are far better than the Net. They are so much more comprehensive, and so much more eloquent. Not to mention there is much less profanity in books. People on the Net seem so hostile as well. The slightest word…." He then shook his head.

"That does not matter, you're going to go to sleep soon, and during that sleep I'll probably stop by a bookstore," Aeon said, "Would you like anything in particular for when you wake up?"

"Let me go!" Penny snapped.

"I'll find you something you like," Aeon said, gong back to the assemblage of whatever the claw was working on. It was apparently almost done with the four items, and Penny could now clearly see what they were. And they were not pleasant sites. It was then that everything went dark again.

 **Note: So Aeon's making preparations for something. And he's recruited Roman to his cause. This can't be good.**

 **The difference between "AEON" and "Aeon" is more prominent then you might think, as they have very different connotations, as Aeon said. Thus, he will no longer be referred to as "AEON" but as "Aeon", with most of the letters lower cased.**

 **Come on people, please review. While I'm not going to stop writing because nobody reviews, for many writers its sort of a reward. Besides, I need to know if I'm doing something right, so I can do more of it, and when I'm doing something wrong, so I know not to do it.**


	6. Asgard

_**Asgard**_

Roman had been lead by a Knight to a small airship (during which his cane had been returned to him), which transported Roman away to the North. Once they landed, Roman found himself amongst the ruins of what may have been an old town or outpost. The Knight then promptly disappeared.

"Alright!" Roman said, looking around, "I'm here! What do you want?" Initially there was silence, but then Roman heard the same voice from earlier.

"Its strange that people seem to try once and then give up," the voice said, "This outpost gets overrun, Atlas gives up on trying to expand. Oh well, I supposed I shouldn't complain, seeing as it did leave me with plenty to work with." Roman looked in the direction of the voice, and saw a figure leaning in the shadows.

"Who…."

"Roman Torchwick. The Net had a brief piece on you. It was not good."

"I don't give a damn about what people think about me," Roman said, as he spun his cane in his fingers to point it at the figure, "What I do give a damn is people who drag me out to some place in the middle of nowhere after requesting my service. Now again, who are you."

"That toy won't do a thing against me," the figure said, "But you're welcome to try." Roman narrowed his eyes. This guy had just so easily called his bluff. He should've been angry, but this attitude was impressive, and now Roman was even more interested.

"Everyone has a weakness," he said, "All that is needed is the patience to find it."

"Oh that I don't doubt," the figure said, as it suddenly emerged from the shadows. The light revealed a towering figure, at least a full head and shoulders above Roman. It resembled a Knight in terms of build, but it had somewhat more prominent, stylized armor, that was bright red in coloration. But what really differentiated it from others was its head. The head was rounded, with two sharp antennae sprouting out of the sides , curving back; on the crown of the head, were arching spikes that almost resembled flames. On its face was a rounded techno visor, but on top of that, there were a pair of glowing red eyes, and a glowing red mouth from within the visor.

"I take it that you weren't expecting this?" Roman was somewhat unnerved by how the mouth moved in perfect sync with the words the figure was said.

"I'll confess in the many things I've seen, this isn't among them," he said.

"I'd be surprised if you did," the figure said, as he walked past Roman.

"Let me rephrase my earlier question," the man said, "What are you?"

"For the record, my name is Aeon. As for what I am, I'm a great number of things. This here is just one thing I could be potentially be. Would you like to here the whole list of things?"

"No, I suppose don't," Roman said, as he glared at Aeon, "Though I have to wonder just what the hell I agreed to when I came here with that Knight." Aeon looked back at Roman, and gave him a smile; something Roman found more than a little creepy coming from that strange red "face".

"You agreed to play a role in the creation of a new world," Aeon explained, "One of peace and order, one where chaos does not exist." Roman narrowed his eyes.

"I imagine your price may have increased?" Aeon asked. Roman folded his arms.

"One ton of Dust in advance," he said, "And three tons when the job is done."

"That can be done," Aeon said.

"Throw in a cigar as well," Roman said, "I can't remember the last time I had a good one."

"Follow me, and we can get you both the cigar and the Dust," Aeon said. After that, Aeon lead Roman into the buildings and underground, down to where his lair, something Roman found quite impressive.

"As the saying goes, time is money," the AI said, "As such, we can't waste any." Roman looked around at all the equipment that was either in use, or being set up. He saw many Knights working on different things. That included them seemingly modifying themselves or each other. In the center, some Spider drones were digging a massive hole.

"You've got quite a system down here," Roman commented.

"I call this place 'Asgard'," Aeon explained, "Because it will be from here that the world will be changed." After a Knight came over, and held out a cigar, Roman wasted no time puffing it. He looked up, and saw a girl stuck to a large metal obelisk that was in the center of the hole the Spider drones were digging. Coming out of the girls sides and stomach were strange cords.

"Whose the girl?" he asked.

"My sister."

"You're what?"

"Do you really want to know the details?" Aeon asked, glancing at Roman.

"No. But I do have to wonder what you even need from me," he said, turning the cigar in his fingers, "It seems you're doing pretty well for yourself at this point."

"A man such as you as connections, and business skills," Aeon explained, "Obviously I can't do business. People would likely find working with a hulking machine unappealing."

"How perceptive," Roman said, as he looked over everything, "But I'm going to be doing things the way I see fit."

"I wouldn't have it any other way," Aeon said.

"Now where's my advance?"

"Directness, how admirable," Aeon said, as he walked over the metal tables. The tone in his voice was bizarre; under the metallic sound, it wasn't entirely sarcastic, but it wasn't entirely sincere either. Roman didn't like that, not being able to get a beat on his employers. A Paladin then came up, pushing a large metal crate. Roman walked over and opened it, showing a large amount of red Dust, evaporating his apprehensions rather quickly. He smirked.

"Now here's a guy who can get things done," he said, letting out another puff of his cigar, and looking at Aeon, who was over by the four metal tables, working with some cords, "How'd you manage to get Paladins walking without a pilot?" Aeon didn't look up, as he fit a cord into some kind of strange orb. Green energy then started flowing through the cord into the orb. However, the orb promptly seemed to explode.

"Damn, another failure," Aeon muttered, "I'm sorry, what were you saying?"

"How'd you get the Paladins to function without a pilot?" Roman repeated, pointing to the Paladins with his cane.

"They are still machines," Aeon said, "Once you know their workings, you can turn them into your puppets. And they're no longer called 'Paladins', just as the others are no longer called 'Knights'."

"Alright then, what are you going to call them?"

"Jötuns, and Vanir," Aeon answered, as he walked over to one of the Knights. He then ran his hand across its faceplate.

"These were symbols of human achievement, of protections," Aeon said, "But now…." His hand then glowed, as the head melted away, and collapsed to the ground.

"They are symbols of a new future. They will become greater than ever before." Roman then noticed a new robot take the old ones place. It looked like a Knight, but it had a much fiercer appearance. It had sharp, steel grey armor, with thin blades coming out of its head, coupled with the still yellow glowing faceplate. The whole thing was rather disturbing, but the message was clear. This wasn't a Knight, this was a Vanir.

"We'll move out immediately," Aeon said, taking a rag on the table, and wiping some of the molten steel off his hand, "As I said, we can't waste time." He then grabbed a scroll from the table, and tossed it to Roman.

"You're to gather the following items," Aeon said. Roman looked over the list, and narrowed his eyes.

"These are some steep requests," he said, "Some of these items are under heavy guard."

"Trust me, you're getting the easy things," Aeon said, as he approached one of the four tables with the claws in the center. He began to work with something, but Roman couldn't see it with Aeon in the way.

"Besides, it not like you're doing this on your own," he said, glancing back briefly, "A few of my Vanir will be accompanying you."

"That's not enough, not by a long shot," Roman said, "I said we're doing this my way, and my way requires some serious muscle." Aeon then turned to face him.

"Such as…."

"There's a band of mercenaries I've dealt with before," Roman said, as he tossed the cigar away, "They're known as KAAA." Aeon paused, as he closed his "eyes". He then quickly scanned the Net for information he could find on the group.

"KAAA," he said, "They do seem… effective."

"I know that they are loose cannons, but pay them right, and they'll kill an entire city," Roman said, "Payment that I"m sure you can afford." Aeon made a "face", that may have been a scowl, but he nodded.

"Necessity trumps all," he said, "What is their price?"

"I'll contact them and figure it out," Roman answered, "Care to tell me what you are going to do?" Aeon walked over to the crate that the dust was in, and ran his fingers through it.

"The same thing you are," he said, "Just on a greater scale." As Roman was listening, a thought popped into his mind.

"What about my old associates?" he inquired.

"What about them?" Aeon responded, "They are of no consequence at this point."

"Cinder has something planned," Roman said, "A plan I wasn't following when I created the breach. Word will probably spread quickly that I escaped. She and her lackeys may want to see me 'retire'."

"Are you afraid?" Aeon said, looking towards his ally, arching what appeared to be an eyebrow.

"No, just cautious," Roman answered. Aeon, however, wasn't fooled by that. One of the first books he had read was a dictionary. "Cautious" and "afraid" were actually quite similar when one actually about it.

"You're hiring KAAA, yes?" he said, "Do you doubt their capability?"

"No, I'm just aware of the capability of Cinder, and her allies."

"Well, be at ease," Aeon said as he held up his hand, "Bare in mind, they have never faced a being like me." He then abruptly clenched it into a fist. A nearby Jötun (Paladin) suddenly melted away.

 **Note: I'm so sorry this was so short. I actually had another scene with the Beacon Group, but it didn't seem like it would mesh well after such a big scene with Roman and Aeon. It was such a radical change in setting and tone, it didn't work well. The exchange between Aeon and Roman ended up being much larger than I thought it would be, and to start addressing completely different characters in a completely different setting seemed awkward. Next chapter will be longer, don't worry.**

 **Aeon's body is not just a recolored version of Ultron. He's got a build somewhat similar, but Aeon is leaner than Ultron, and is slightly shorter. Aeon also has a different head than Ultron. The initial appearance of the head is based of a Knight, but where the face would be, there's a rounded techno visor, which serves as a screen of sort. On the screen are red eyes and a red mouth. As you can also see, I'm taking some cues from Norse mythology for Aeon's tech and abilities.**

 **Please review.**


	7. KAAA

_**KAAA**_

Jaune was bored. In light of the recent chaos at the stadium, the tournament had been postponed. And since no classes had been planned, there wasn't anything to do, but hang around. He would've hung out with his team, but Pyrrha was training, Nora was sleeping (and waking Nora generally meant a hammer in the face), and Ren was out doing… Jaune honestly didn't know. Ren wasn't in the room when he came back. So Jaune tried to see how Team RWBY was doing.

"Go away Jaune!" Weiss said after he knocked, "I'm not in the mood!"

"I'm just coming over to say 'hi'!" Jaune said through the door, "My team's busy, so…." He pressed his ear against the door, and heard what sounded like mutterings about what to do with him. _Come on?_ he thought _Does my arrival really warrant a whole team discussion?_ Eventually the door opened, and a smiling Ruby came out.

"I voted 'yes', Weiss voted 'no', while Blake and Yang abstained," she explained, "A 'yes' needs at least two votes so…"

"You developed a whole voting system in your team?" Jaune asked.

"No, just for you," Ruby said, with a smirk. After seeing Jaune's face, she backed off.

"Just kidding," she said, "So I decided to come out and hang out with you." The two walked out, looking over the night sky.

"Look at all those stars!" Jaune said.

"You know, back where Yang and I are from, you can see even more," Ruby said.

"You know when I was little, my sisters would take me out to look at the stars," Jaune said, "Though we lived near the city, so there was lots of light pollution. So we spent a lot of time inside doing… stuff."

"What sort of stuff?" Ruby asked a mischievous smile on her face. Jaune cleared his throat.

"Stuff," he said. Ruby giggled at that, before look back at the stars, as her smile slipped away.

"Don't worry, we'll find Penny," Jaune said, "I mean there's only so many places AEON can hide." He didn't really know the girl, but if she was a friend of Ruby, that made Penny good in his book.

"But I feel like I need to do more," Ruby said, "She saved me, I really owe her."

"Well, if we had an idea about where they might be going….," Jaune began.

"That's it!" Ruby interrupted.

"That's what?" Jaune asked.

"We just need to figure out where AEON's going!" Ruby said.

"How are we going to do that?" Jaune asked.

"Just follow me!" Ruby said, as she ran back to the dorms, with Jaune tailing her.

 **(in the city)**

Roman knew that finding KAAA would actually not be the hard part; he knew exactly where he could find them. The hard part would be getting them on their side. Not only were they expensive (at least Aeon could presumably handle that), they were proud, and didn't work for just anyone.

As he was walking down the dark streets, he came across a decently well known bar called "Snake Pit". As Roman tried to go in, he glanced at the bouncer. The tall, muscular man with spiky silver hair, glared down at Roman. Lighting a new cigar, Roman opened the door, and walked in. Snake Pit was also a strip club, with four women being in the back on poles. There was a blonde, a blue, a red, and a green, each wearing corresponding underwear. There were a sizable group of people there, including other strippers entertaining the male patrons. Roman walked up the bar and sat down.

"What can I get you?" the bar tender asked. He was thin, and had a cleanly shaved head and face. He was wearing a gold, long-sleeved shirt, with a white bow-tie.

"What ever is cheapest," Roman said. The bar tender let out a snort.

"This isn't a cheap establishment."

"I'll be the judge of that." The tender sneered, before going to get Roman a drink. Roman glanced over his fellow patrons. He noticed several other men waiting on them. The (male) waiters were all wearing a gold suits. There was one who had his face covered in bandages.

"Hey ugly!" one man shouted at the waiter, through a glass at him, which the waiter just managed to dodge, "I said more ice!"

"I'm… I'm sorry, sir," the waiter said meekly, as he cleaned up the broken glass, "I'll get you another!"

"If you don't, the next glass is going up your ass!" The waiter nodded nervously and went back to the bar.

"Here you go asshole," the bartender said, giving Roman his drink.

"Letting your customers beat on your employees?" the gangster asked, as he took a swig, "Even to a guy like me that's low."

"Hey, I ain't the manager," the tender said, "Take it up with him."

"Nah, ain't worth the effort," Roman said, "I'm actually here to ask for directions." His attention was suddenly taken again, as the same waiter was being shouted at again.

"This is too much ice!"

"But…."

"You talking back to me?" the patron demanded, splashing the alcohol in the waiter's face, "Three strikes and your out! Try again!"

"Yes sir!" The waiter quickly scurried away.

"So, can you help me?" Roman asked the tender.

"I ain't a map."

"Well I'm asking. I'm looking for a pet shop. Trying to find a snake." The tender abruptly looked up at Roman, narrowing his eyes.

"Are you now?" he asked, "I hear boas are popular."

"Yeah, but I like cobras," Roman answered. The tender paused before nodding.

"Hey! Gold boy!" a man in a suit yelled, as he walked in. Roman guessed he was the manager.

"The hell are you doing? Get back to work!" the manager shouted. The tender turned to the manager, and looked him straight in the eye. The manager got the message.

"I'm sorry!" he announced to the bar, "But circumstances arose where we need to close!" After some vocalizations of displeasure, the patrons all departed.

"Get out," the tender instructed.

"Yes sir!" the manager said, as he quickly departed. Many of the employees also left.

"I should've crushed you the moment you came to the door," the silver haired bouncer said, coming put the bar..

"Why didn't you?" the blue haired stripper said, as she joined the others.

"You know you love me," Roman sneered.

"Insofar as we all would love draining your blood," the girl answered.

"Peace, you two," the bartender said. Roman couldn't help but grin at the members of KAAA: Aurum Rameses (the bartender), Azul Leon (the stripper), and Argjend Teach (the bouncer).

"This place is so out of the way, but I guess that's part of the point," Roman said, spinning his cigar in his fingers.

"To avoid people like you!" Azul said as she stepped forward.

"Back off, Azul!" a new voice instructed. Roman turned, and saw the same waiter that was being bullied, who had materialized on squatting on the bar. His eyes, now fully visible, were bright yellow, with slitted pupils. He was the leader of KAAA, Karmir Skales.

"Karmir," Roman said with a smirk, "Always lurking behind the scenes. Of course, people never suspect the meek waiter." The mercenary narrowed his slitted eyes.

"Tell Cinder that the answer remains no," Karmir said, "And that if she continues asking us, the next message will be one of your hands."

"I'd rather it be his head," Azul said.

"You know you should really put on some clothes, dear," Roman said with a mocking smile, "Isn't it cold." Azul scowled, and took a step towards Roman. Aurum put a hand on her shoulder.

"He's not worth the effort," he said.

"I'm actually not with Cinder anymore," Roman said, taking a puff of his cigar, "I'm here on the behalf another."

"Is that so?" Karmir said, cocking his head, before jumping off the counter, and folding his arms behind his back.

"My employer is quite generous, he can pay you handsomely," Roman said. KAAA exchanged looks with each other.

"You know why we refused Cinder?" Karmir asked.

"Because she didn't pay you well enough?"

"That's part of it."

"80 million," Argjend grumbled, "What do we look like, more of this bar's…" He didn't finish as he had to duck a glass Azul threw at him.

"Also, because Cinder never had the guts to meet with us directly," Aurum said.

"We don't deal with lackeys," Karmir said, as he glared at Roman, "Tell your employer, that if he wants to enlist us, he should do it himself."

"Alright," Roman said with a shrug, "But why don't you tell him yourself?"

"Wha…" The ground suddenly exploded, sending Karmir sprawling to the ground. The tall figure of Aeon appeared through the dust, but when he emerged, he looked completely different.

His armor was now white as snow, and there were long, thin spikes running up his arms, along with long fingers, that ended in sharp points; there was also a crown of spikes on the back of his head, that were splayed to almost resemble a snow flake. The visor was the same, but the eyes and mouth were white instead of red.

"Something to tell me?" Aeon asked, bending down over Karmir. Fortunately for Roman (Aeon would've been fine), Karmir stopped his team mates from pulling out their weapons. Then, after some introductions, they began talking business.

"You haven't said what you want us for?" Azul said.

"You were Roman's suggestion," Aeon explained, "But I've researched you. I may have use for people of your skills."

"I assume you'd understand our hesitation to work with such an… individual," Aurum said.

"Oh, completely," Aeon said "But you are mercenaries. I imagine you have a price for someone like me."

"Our usual price is 50 million each," Argjend said.

"But for a situation like this, 400 million," Karmir said, "That's 100 million for each of us. We're going to be working for something like you, we expect something rather…. extensive." Aeon chuckled slightly, as images began flashing over the screen that was his face.

"Try one billion each?" he offered, "Would that be satisfactory?" Each one of KAAA's scrolls lit up, as they got their payment.

"Damn," Argjend said.

"Now here's a guy who knows how to motivate," Azul said, smirking.

"Necessity trumps all," Aeon said, "But money trumps a lot too."

"Told you my boss was generous," Roman said smugly. KAAA all looked up at their newest proprietor.

"What do you want done?" Karmir asked.

 **Note: I figured it would better to establish KAAA sooner rather than later. Next chapter will probably see more of RWBY and JNPR, especially as they try and find out more about how to potential stop Aeon. This chapter also revealed something else about Aeon is capable of doing. I imagine you can all tell what it is.**

 **As for KAAA, I took it from the snake, Kaa from the** _ **The Jungle Book**_ **and just added an extra "A". Also, "Karmir" is Armenian for "red", "Argjend" is Albanian for silver, "Aurum" is Latin for gold, and "Azul" is of course Spanish for blue. Take note, this translations were from Google Translate (save for Azul), so don't get on my back if I made some errors, please.**

 **Please review.**


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